<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the 13 weeks ended June 3, 1995 Commission File No. 1-1210
CULBRO CORPORATION
(Exact name of registrant as specified in its charter)
NEW YORK 13-0762310
(state or other jurisdiction of incorporation or (IRS Employer
organization) Identification
Number)
387 Park Avenue South, New York, New York 10016-8899
(Address of principal executive offices) (Zip code)
Registrant's Telephone Number including Area Code (212) 561-8700
Former name, former address and former fiscal year, Not Applicable
if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
------------ ------------
Number of shares of Common Stock outstanding at June 30, 1995 - 4,346,713
Page 1 of 13
<PAGE>
CULBRO CORPORATION
INDEX
PART I - FINANCIAL INFORMATION PAGE
Consolidated Statement of Operations and
Retained Earnings - thirteen weeks ended
June 3, 1995 and May 28, 1994 . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated Statement of Operations and
Retained Earnings - twenty-six weeks ended
June 3, 1995 and May 28, 1994 . . . . . . . . . . . . . . . . . . . . . . 4
Consolidated Balance Sheet
June 3, 1995 and December 3, 1994 . . . . . . . . . . . . . . . . . . . . 5
Consolidated Statement of Cash Flows -
twenty-six weeks ended June 3, 1995
and May 28, 1994. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Notes to Consolidated Financial Statements. . . . . . . . . . . . . . . 7-8
Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . . . . . . . . . . .9-10
PART II - OTHER INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . 11-12
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .13
Page 2 of 13
<PAGE>
CULBRO CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS AND RETAINED EARNINGS
(dollars in thousands except per share data)
(unaudited)
13 Weeks Ended
---------------------------
June 3, May 28,
1995 1994
---------------------------
Net sales and other revenue $ 63,058 $ 54,499
Costs and expenses:
Cost of goods sold 39,421 35,728
Selling, general and administrative expenses 14,631 13,654
---------------------------
Operating profit 9,006 5,117
Gain on insurance settlement 2,105 -
Gain on sale of Eli Witt common stock - 2,691
Income (loss) from equity investments, net 38 (1,307)
Other nonoperating (expense) income, net (429) 226
Interest expense, net 2,488 2,105
---------------------------
Income before income tax provision 8,232 4,622
Income tax provision 3,270 2,386
---------------------------
Net income 4,962 2,236
Retained earnings - beginning of period 100,047 97,296
---------------------------
Retained earnings - end of period $ 105,009 $ 99,532
---------------------------
---------------------------
Net income per common share $ 1.15 $ 0.52
---------------------------
---------------------------
Weighted average common shares outstanding 4,312,000 4,308,000
---------------------------
---------------------------
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
Page 3 of 13
<PAGE>
CULBRO CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS AND RETAINED EARNINGS
(dollars in thousands except per share data)
(unaudited)
26 Weeks Ended
---------------------------
June 3, May 28,
1995 1994
---------------------------
Net sales and other revenue $ 105,049 $ 87,859
Costs and expenses:
Cost of goods sold 65,313 56,078
Selling, general and administrative expenses 28,200 26,107
---------------------------
Operating profit 11,536 5,674
Gain on insurance settlement 2,105 -
Gain on sale of Eli Witt stock - 2,691
Income (loss) from equity investments, net 150 (1,953)
Other nonoperating income, net 158 226
Interest expense, net 4,802 3,989
---------------------------
Income before income tax provision 9,147 2,649
Income tax provision 3,635 1,462
---------------------------
Net income 5,512 1,187
Retained earnings - beginning of period 99,497 98,345
---------------------------
Retained earnings - end of period $ 105,009 $ 99,532
---------------------------
---------------------------
Net income per common share $ 1.28 $ 0.28
---------------------------
---------------------------
Weighted average common shares outstanding 4,310,000 4,308,000
---------------------------
---------------------------
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
Page 4 of 13
<PAGE>
CULBRO CORPORATION
CONSOLIDATED BALANCE SHEET
(dollars in thousands except per share data)
June 3, December 3,
ASSETS 1995 1994
--------- ----------
(UNAUDITED)
Current Assets
Cash and cash equivalents $ 2,583 $ 6,682
Receivables, less allowance of $1,518
(1994 - $1,426) 30,301 25,084
Inventories 72,694 68,189
Other current assets 3,724 5,759
--------- ----------
Total current assets 109,302 105,714
Property and equipment, net 75,906 76,873
Real estate held for sale or lease, net 30,441 31,373
Investment in Series B preferred stock of
The Eli Witt Company 13,947 12,773
Investment in real estate joint ventures 7,678 7,864
Other, including investment in Centaur
Communications Limited of $14,695 (1994-$14,545) 19,723 19,643
Intangible assets, net 18,676 18,997
--------- ----------
Total assets $ 275,673 $ 273,237
--------- ----------
--------- ----------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued liabilities $ 22,826 $ 22,885
Long-term debt due within one year 4,233 4,158
Income taxes 1,028 299
--------- ----------
Total current liabilities 28,087 27,342
Long-term debt 98,209 98,976
Accrued retirement benefits 15,664 15,227
Deferred income taxes 6,081 4,765
Other noncurrent liabilities and deferred credits 9,530 14,890
--------- ----------
Total liabilities 157,571 161,200
--------- ----------
Shareholders' Equity
Common stock, par value $1
Authorized - 10,000,000 shares
Issued - 4,549,190 4,549 4,549
Capital in excess of par value 13,004 13,296
Retained earnings 105,009 99,497
--------- ----------
122,562 117,342
Less - Common stock in Treasury, at cost, 202,477
shares (1994 - 240,902) (4,460) (5,305)
--------- ----------
Total shareholders' equity 118,102 112,037
--------- ----------
Total liabilities and shareholders' equity $ 275,673 $ 273,237
--------- ----------
--------- ----------
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Page 5 of 13
<PAGE>
CULBRO CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(dollars in thousands)
(unaudited)
26 WEEKS ENDED
-------------------------
JUNE 3, May 28,
1995 1994
---------- ----------
OPERATING ACTIVITIES:
Net income $ 5,512 $ 1,187
Adjustments to reconcile net income
to net cash provided by (used in) operating
activities:
Depreciation and amortization 3,901 3,632
Gain on sale of Eli Witt common stock - (2,691)
Gain on insurance settlement (2,105) -
(Income) loss from equity investments (150) 1,953
Discount and interest on subordinated note 1,174 226
Accrued dividends and accretion income on
Series B preferred stock of Eli Witt (1,174) (226)
Provision for bad debts 231 178
Changes in assets and liabilities:
Decrease in real estate held for sale or lease,
net 932 436
(Increase) decrease in inventories (4,505) 344
Increase in accounts receivable (5,448) (6,366)
Decrease in accounts payable and accrued
liabilities (59) (5,329)
Increase (decrease) in income taxes payable 729 (121)
Increase in deferred income taxes 1,316 553
Other, net 1,233 1,635
---------- ----------
Net cash provided by (used in) used in
operating activities 1,587 (4,589)
---------- ----------
INVESTING ACTIVITIES:
Investment in Eli Witt subordinated note (5,000) -
Additions to property and equipment (2,347) (2,543)
Proceeds from insurance settlement 2,225 -
Proceeds from sale of Eli Witt common stock - 672
---------- ----------
Net cash used in investing activities (5,122) (1,871)
---------- ----------
FINANCING ACTIVITIES:
Payments of debt (6,114) (8,321)
Increase in debt 5,000 16,343
Proceeds from exercise of stock options 550 -
---------- ----------
Net cash (used in) provided by financing
activities (564) 8,022
---------- ----------
Net (decrease) increase in cash and cash
equivalents (4,099) 1,562
Cash and cash equivalents at beginning of period 6,682 875
---------- ----------
Cash and cash equivalents at end of period $ 2,583 $ 2,437
---------- ----------
---------- ----------
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Page 6 of 13
<PAGE>
CULBRO CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands except per share data)
(unaudited)
A. The unaudited financial statements included in this report have been
prepared in conformity with the standards of accounting measurement set forth
in Accounting Principles Board Opinion No. 28 and any amendments thereto
adopted by the Financial Accounting Standards Board. Also, the financial
statements have been prepared in accordance with the accounting policies
stated in the Corporation's 1994 Annual Report to Shareholders included in
Form 10K, and should be read in conjunction with the Notes to Consolidated
Financial Statements appearing in that report. All adjustments which are, in
the opinion of management, necessary for a fair presentation of results for
the interim periods have been reflected.
The results of operations for the second quarter and six-month period
ended June 3, 1995 are not necessarily indicative of the results to be
expected for the full year.
B. On April 28, 1995 the Corporation signed a letter of intent with
Tabacalera, S.A. ("Tabacalera") to sell to Tabacalera a 51% common equity
interest in General Cigar Co., Inc. ("General Cigar") for approximately $100
million in cash. Tabacalera is a Spanish publicly traded tobacco company
with annual sales of approximately $6.5 billion. This transaction is subject
to further negotiations, due diligence and definitive documentation.
C. On April 21, 1995, the Corporation invested $5 million in The Eli Witt
Company ("Eli Witt") in the form of a subordinated note due August 1, 1998 in
connection with Eli Witt's refinancing of its bank Credit Agreement. The
note is subordinate to Eli Witt's senior debt, which includes its bank Credit
Agreement. This investment is reflected as a charge against the negative
basis in the Corporation's common equity investment in Eli Witt that existed
at the time of the deconsolidation of Eli Witt last year. The Corporation's
remaining negative basis in Eli Witt as of June 3, 1995 is approximately $1.5
million and is reflected as a deferred credit on the Corporation's balance
sheet.
The Corporation accounts for its ownership of 50.1% of Eli Witt's
outstanding common stock under the equity method of accounting. Eli Witt
has a common deficit. Accordingly, the Corporation will not recognize
results of Eli Witt until Eli Witt's common deficit is recouped.
D. On April 21, 1995 the Corporation entered into a $5 million mortgage on
its New York City office building. The mortgage, which bears interest at
LIBOR plus 2%, matures on March 31, 1999 and requires periodic payments of
interest only until maturity. Mortgage proceeds were used by the
Corporation to purchase the Eli Witt subordinated note (see Note C).
E. In the second quarter and six-month period ended June 3, 1995, 38,200
stock options issued under the 1992 Stock Plan and the 1991 Employees
Incentive Stock Option Plan were exercised at prices ranging from $14.00 to
$15.375, generating proceeds of $550. The changes in Capital in Excess of
Par Value and Common Stock in Treasury reflect the exercise of those stock
options.
Page 7 of 13
<PAGE>
F. Supplemental Financial Statement Information
Gain on Insurance Settlement
The second quarter and six-month period ended June 3, 1995 include a gain
from settlement of the property insurance claim related to a fire last year at
an administration and warehouse facility owned and operated by General Cigar.
The gain reflects proceeds of $2,225 less the writeoff of the destroyed
building. Other insurance claims related to the fire are still pending.
Other Nonoperating Income (Expense), Net
Other nonoperating income (expense), net, in the 1995 second quarter and six-
month period reflects expenses of approximately $1.1 million related to the
Corporation's involvement and support for the recent refinancing of Eli Witt,
partially offset by accrued dividends and accretion income on the Series B
preferred stock of Eli Witt held by the Corporation. In the 1994 second quarter
and six-month period, other nonoperating income reflected accrued dividends and
accretion income on the Eli Witt preferred stock.
The accrued dividends and accretion income on the Eli Witt preferred stock
equal the accrued interest expense related to the Corporation's subordinated
note. The Corporation has the unilateral right to exchange the Eli Witt
preferred stock in satisfaction of the subordinated note and all accrued
interest upon the note's maturity in August, 1998.
Inventories
Inventories consist of:
June 3, December 3,
1995 1994
-------- --------
Raw materials and supplies $ 33,903 $ 32,645
Work-in-process 19,798 18,490
Finished goods 18,993 17,054
-------- --------
$ 72,694 $ 68,189
-------- --------
-------- --------
Property and Equipment
Property and equipment consist of:
June 3, December 3,
1995 1994
-------- --------
Land $ 11,278 $ 11,303
Buildings 62,877 62,366
Machinery and equipment 59,576 58,592
Accumulated depreciation (57,825) (55,388)
-------- --------
$ 75,906 $ 76,873
-------- --------
-------- --------
Cash Flow
Cash paid during the period for:
26 Weeks Ended
-----------------------
June 3, May 28,
1995 1994
------- ------
Interest, net of amounts capitalized $ 3,722 $4,440
------- ------
------- ------
Income taxes, net $ 1,084 $ 794
------- ------
------- ------
Page 8 of 13
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
In the 1995 six-month period cash provided by operating activities, as
compared to cash used in operating activities in the 1994 six-month period,
reflected higher net income in 1995 and the decrease in accounts payable and
accrued liabilities in 1994. These items were partially offset by an
increase in inventories in the 1995 six-month period. The increased net
income principally reflects higher operating profit in the Corporation's
businesses (discussed below). The increase in cash flow related to accounts
payable and accrued expenses in 1995 as compared to last year reflects the
timing of payments last year. The increase in inventories principally
reflects higher inventory levels at General Cigar Co., Inc. ("General Cigar")
required to meet the increased volume in the cigar business.
Net cash used in investing activities increased in 1995 due to the $5 million
additional investment the Corporation made in The Eli Witt Company ("Eli Witt")
partially offset by the proceeds from the settlement of the Corporation's
property insurance claim (see Note F). The additional investment in Eli Witt
was in the form of a subordinated note due August 1, 1998. The Corporation does
not anticipate any further significant capital outlays for the remainder of the
year, other than normal capital expenditures.
Financing activities include the proceeds from a $5 million mortgage obtained
in April, 1995 on its New York City office building. The mortgage bears
interest, adjusted periodically, at LIBOR plus 2% and requires payments of
interest only until maturity in March, 1999.
In the 1995 second quarter, the Corporation signed a letter of intent to sell
a 51% equity interest in General Cigar to Tabacalera, S.A., a Spanish tobacco
company, for cash proceeds of approximately $100 million before taxes. The
completion of this transaction is subject to the satisfactory conclusion of
negotiations, due diligence and definitive documentation. At this time it is
anticipated that in the short-term, the net proceeds from this transaction,
after expenses and taxes, will be used to substantially reduce the Corporation's
debt.
Management believes that cash flow from operations and the Corporation's
existing liquidity will be sufficient to meet its maturing obligations and
normal capital expenditures.
RESULTS OF OPERATIONS
The increase in net income in both the 1995 second quarter and six-month
period versus the comparable 1994 periods principally reflects higher operating
profit. In the six-month period, higher income from nonoperating items also
contributed to the higher net income for that period.
Higher operating profit at General Cigar in the second quarter and six-month
period was due to increased sales and improved margins. The higher sales
reflected additional volume, largely due to the continuing resurgence of the
cigar industry. Higher margins on cigar sales reflected reduced production
costs and the effect of the increased volume.
Operating profit in the Corporation's nursery products business, Imperial
Nurseries, Inc., increased in the second quarter and six-month period,
reflecting higher sales revenue and lower expenses. The higher sales were due
to improved pricing, as volume was substantially unchanged as compared to last
year.
In the industrial products business, operating profit at CMS Gilbreth
Packaging Systems, Inc. ("CMS Gilbreth") was substantially unchanged in the 1995
second quarter and six-month period as compared to last year. Higher operating
profit on sales of packaging machinery, reflecting increased volume, was
substantially offset by lower profit from sales of packaging materials, due to
lower volume. As previously reported, CMS Gilbreth's largest customer of its
packaging materials division changed label technology and is expected to begin
to reduce purchases in the second half of this year.
Operating profit increased in the 1995 second quarter and six-month period at
Culbro Land Resources, Inc., the Corporation's subsidiary in the Connecticut
real estate business. The increased
Page 9 of 13
<PAGE>
profit was due to higher sales of residential lots, along with a more favorable
mix of lots sold, increased rental revenue and lower general and administrative
expenses.
Results from equity investments reflect the Corporation's equity in Eli
Witt's losses up through the April 25, 1994 deconsolidation of Eli Witt (see
Note C).
The gain from an insurance settlement reflects a property insurance claim
from a fire last year that destroyed a facility used by General Cigar in its
tobacco growing operation. Other claims related to the fire are still pending.
The other nonoperating items in the second quarter and six-month period reflect
certain expenses incurred by the Corporation in connection with its involvement
and support of the recent refinancing of Eli Witt, offset by accrued dividends
and accretion income on the Eli Witt preferred stock held by the Corporation.
The accrued dividends and accretion income equal the accrued interest expense on
the Corporation's subordinated note. The Eli Witt preferred stock is
exchangeable, at the Corporation's option, for the subordinated note and all
accrued interest at the note's maturity in August, 1998.
Higher interest expense in the second quarter and six-month period reflected
the higher interest accrued under the subordinated note as compared to the rate
on debt repayed with the proceeds of the note last year, partially offset by the
Corporation's lower overall debt level in 1995 versus last year.
The lower effective tax rate in the 1995 second quarter and six-month
period as compared to last year's comparable periods reflects the effect
in 1994 of after tax losses of Eli Witt and the impact of state income taxes.
Page 10 of 13
<PAGE>
PART II - OTHER INFORMATION
ITEM 1 - Litigation
(a) This discussion covers developments in the litigation described in Item
3(iv) of the Corporation's Form 10-K for its 1994 fiscal year which
relate to its subsidiary, Imperial Nurseries, Inc. ("Imperial"). The
trial described in Item 3(iv) resulted in a jury verdict on April 11,
1995 of no recovery by Imperial for the loss of its azalea crop, above
the $240,000 previously paid to Imperial. Imperial has notified its
property insurance carrier of this result and may seek a partial
recovery from such carrier for this crop loss.
(b) The Corporation's General Cigar Co., Inc., subsidiary ("General Cigar")
has been named as a defendant, together with a variety of other tobacco
product manufacturers and retailers, in three Florida state circuit
court actions alleging adverse health effects from the use by the
plaintiffs of such tobacco products. The first such action was filed
in April 1995. General Cigar has not been served in any of these
matters. General Cigar understands that these three actions were filed
by a single law firm which, according to press reports, is considering
many such lawsuits against numerous tobacco product manufacturers. The
actions are captioned: KING VS. R.J. REYNOLDS TOBACCO COMPANY ET. AL,
(Circuit Court, Fourth Judicial Circuit, Duval County, Florida);
STARLING VS. THE AMERICAN TOBACCO COMPANY, INC. ET. AL. (Circuit Court,
Fourth Judicial Circuit, Duval County, Florida); and PRITCHARD VS. THE
AMERICAN TOBACCO COMPANY, INC. ET. AL., (Circuit Court, Fourth Judicial
Circuit, Duval County, Florida).
ITEM 4 - Submission of Matters to a Vote of Security Holders
(a) Annual Meeting of Shareholders - May 4, 1995
(b) The following were elected as Directors at the Annual Meeting
Bruce A. Barnet Thomas C. Israel
John L. Bernbach Dan W. Lufkin
Edgar M. Cullman (Chairman) Graham V. Sherren
Edgar M. Cullman, Jr. Peter J. Solomon
Frederick M. Danziger Francis T. Vincent, Jr.
John L. Ernst
(c)(i) 1) Mr. Bruce A. Barnet was elected a Director for 1995 with 3,876,903
votes in favor, 9,181 opposed and 422,429 not voting.
2) Mr. John L. Bernbach was elected a Director for 1995 with
3,876,710 votes in favor, 9,374 opposed and 422,429 not voting.
3) Mr. Edgar M. Cullman was elected a Director for 1995 with
3,882,004 votes in favor, 4,080 opposed and 422,429 not voting.
4) Mr. Edgar M. Cullman, Jr. was elected a Director for 1995 with
3,880,971 votes in favor, 5,113 opposed and 422,429 not voting.
5) Mr. Frederick M. Danziger was elected a Director of 1995 with
3,882,604 votes in favor, 3,480 opposed and 422,429 not voting.
Page 11 of 13
<PAGE>
6) Mr. John L. Ernst was elected a Director for 1995 with 3,882,604
votes in favor, 3,480 opposed and 422,429 not voting.
7) Mr. Thomas C. Israel was elected a Director for 1995 with
3,882,704 votes in favor, 3,380 opposed and 422,429 not voting.
8) Mr. Dan W. Lufkin was elected a Director for 1995 with 3,882,704
votes in favor, 3,380 opposed and 422,429 not voting.
9) Mr. Graham V. Sherren was elected a Director for 1995 with
3,876,703 votes in favor, 9,381 opposed and 422,429 not voting.
10) Mr. Peter J. Solomon was elected a Director for 1995 with
3,882,504 votes in favor, 3,580 opposed and 422,429 not voting.
11) Mr. Francis T. Vincent, Jr. was elected a Director for 1995 with
3,882,464 votes in favor, 3,620 opposed and 422,429 not voting.
(ii) The selection of Price Waterhouse LLP as independent accountants for
1995 was approved by 3,883,305 votes in favor and 852 opposed with
1,927 abstentions and 422,429 not voting.
(d) Not applicable
ITEM 6 - Reports on Form 8K
(a ) A Form 8K was filed by the Corporation on May 9, 1995 with respect to
the joint announcement by the Corporation and Tabacalera, S.A.
regarding the understanding reached between these two parties on the
sale of a 51% interest in the Corporation's General Cigar Co., Inc.
subsidiary to Tabacalera, S.A.
Page 12 of 13
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CULBRO CORPORATION
Date: July 17, 1995 \s\ Jay M. Green
____________________________
Jay M. Green
Executive Vice President
Chief Financial Officer and Treasurer
Date: July 17,1995 \s\ Joseph Aird
____________________________
Joseph Aird
Vice President - Controller
Page 13 of 13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-02-1995
<PERIOD-END> JUN-03-1995
<CASH> 2,583
<SECURITIES> 0
<RECEIVABLES> 31,819
<ALLOWANCES> (1,518)
<INVENTORY> 72,694
<CURRENT-ASSETS> 109,302
<PP&E> 133,731
<DEPRECIATION> (57,825)
<TOTAL-ASSETS> 275,673
<CURRENT-LIABILITIES> 28,087
<BONDS> 0
<COMMON> 4,549
0
0
<OTHER-SE> 113,553
<TOTAL-LIABILITY-AND-EQUITY> 275,673
<SALES> 105,049
<TOTAL-REVENUES> 105,049
<CGS> 65,313
<TOTAL-COSTS> 93,513
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 231
<INTEREST-EXPENSE> 4,802
<INCOME-PRETAX> 9,147
<INCOME-TAX> 3,635
<INCOME-CONTINUING> 5,512
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,512
<EPS-PRIMARY> 1.28
<EPS-DILUTED> 1.28
</TABLE>
